Wings of Steel 2
by packleader96
Summary: One year after the incident that shook the once peaceful town of Ponyville, things are once again beginning to fall out of balance, and our hero's find themselves, caught in the middle, with the help of a friend they thought was dead, they face this new threat, can they stop it, or will everything they know become nothing. rated T for Language, Violence, and Some Sexuality.
1. prlogue

**A/N: okay, this will be the last one to vote for, as I have said before, the poll is on my profile page, check it out when you are done reading.**

**Wings of Steel 2: prologue**

Greetings,

Some of you may know me, some of you may not, but for those who know who I am, then you remember the things I did to keep this kingdom safe, it cost me many things, but I will not forget those who have helped me along the way, but perhaps I'm getting ahead of myself, let me start at the beginning.

It all started three years ago, when a fire killed my beloved wife and daughter, and took away my ability to fly, that day changed my life forever.

So I spent the next two years of my life hunting down those responsible, but with little success, being weary from traveling so long, I too began to lose hope of ever finding them, until one day, fate played a different card.

After saving her life, I befriended a beautiful young mare and her friends; her name was Twilight Sparkle, a young unicorn, gifted with incredible magical talent.

Then fate, held another trick for me, only a few days after I met her, I encountered my oldest friend, Haze, a pony I had known from my days in Flight school.

But the happy reunion was short lived, when I learned the truth about my supposed best friend, I found out that he was the one who ordered the fire that killed my family, to say I was horrified would be an understatement, but after barely escaping him, we journey to the capitol city of Canterlot, to warn the Princesses of the coming danger.

But we quickly learned that Haze was one step ahead of us, when we learned that the soldiers he had come to control over, had occupied the peaceful town of PonyVille, and threatened the lives of all who lived there.

Deciding to act, we lead a small team of soldiers in order to free the captives, while I confronted Haze himself.

In our final battle, Haze was killed, and I was wounded, I was forced to make difficult choices.

Twilight and her friends probably think I'm dead, but the truth is far more complicated than that.

My name is Steele, and this is my story.

**A/N: well I hope you liked that little surprise, if you want to see this one, feel free to vote for it, this will be the last option to vote for, check out the poll on my profile to vote.**


	2. Chapter 1

**A/N: I apologize for not updating this story, but here it is, enjoy.**

**Wings of Steel 2: chapter 1: change of plans**

(Abandoned warehouse, outskirts of Manehatten)

It was in the middle of the night, the tall abandoned warehouse stood silently, dark and unused, since its shut down, many years ago, but now it was being used by a very sinister group of ponies, a group of ponies all sat around a table in the middle of the warehouse.

"Alright, thank you my friends for coming, we have very important business to talk about" said one pony at the end of the table, as a small projector screen turned on, shining on the screen behind him.

"by now, we are all familiar with this specific group of ponies" he said as he pressed a button, and a picture flashed up, making all of them angry, the picture was none other than the elements of harmony, too many they were thought of as heroes', but these ponies hated them, and wanted them dead.

"We are all here, because the boss has given us a very special mission" he said as all the others gathered around, and listened.

"Our job is to find and take out this group of ponies, and before you ask any questions, we have knowledge that in a few nights, they will be travelling to a spot right outside of the Everfree forest, as too what they are doing there, we do not know, but the boss wants us to take them out there" he said, many of the ponies began nodding their heads in agreement.

"If we do this and accomplish this, we will be on step closer to our goal, and nopony can stop us, not even the princess's" he said in a confident tone, and soon all the ponies began cheering, until they settled down, and the leader continued.

"okay, if you have any questions, now's the time to ask" he said, he didn't have to wait long, until one pony raised their hoof up, "excuse me sir, but has the boss given any specific way he wants us to take them out?" he asked, the leader just shook his head, "no, he tells me that we can dispose of them any way we please" he said with a smile.

Soon after that, another pony raised his hoof, "sir, what about the rumors, there have been ponies talking about 'him' is there any way to know for sure?" he said, and the leader frowned, "I don't think there is any reason, to put such belief in these rumors, I can assure all of you that they are not true" he said as he smiled and soon all of them were cheering.

But soon, there cheering was interrupted, by a loud knocking on the door, causing them all to stop, and turn to the doors, the leader frowned, "I thought I said this was a closed meeting, bring them in" he said and the guards readied their crossbows, and began walking towards the door.

When they went there, they heard a faint noise on the other side, one of the guards leaned in and placed his ear against the door, from the other side, he could make out a faint sound, to him it sounded like…ticking.

Just as the realization hit him, "shit! Get back!" he yelled as the room was filled with a large explosion, catching them all by surprise, as it blew the door off its hinges, crushing one guard in front of it.

Many of the other guards, backed up and began firing off their crossbows into the dust, ducking behind boxes to reload, the only response they got back was more arrows flying back at them from an unknown origin inside the dust.

The ponies sitting at the table, acted quickly, and reached under the table and pulled out crossbows of their own, they all gathered on one side, and pushed the table on its side, hiding behind it.

As the guards, still caught by surprise, began to fall, they watched as a group of masked ponies stepped out of the dust, they had the royal seal on their uniforms, but to them that wasn't the most important, they were focusing, on forcing them back.

Many of the ponies behind the table, poked around and fired off, only to be hit by an arrow themselves, and one by one they all fell, until there was just the leader and one other.

The one soldier turned to him, "don't worry we can take them" he said as he ran from behind his cover, and lifted up his crossbow, but before he fired, he was hit in the chest by another arrow, and fell down instantly dead.

Now, the leader was beginning to panic, he grabbed an arrow and tried pulling it back, but just as he did, two ponies appeared on each sides of the table, all pointing crossbows at him, "freeze! You're under arrest for conspiracy against the crown!" he shouted, the leader knew he was defeated, he just placed the crossbow on the floor.

All the other soldiers watched as he was taken out from behind the table, and taken outside, he looked up and saw a large air ship pointing a spotlight down on him, he watched as it slowly began to land in the field next to the warehouse.

He continued watching as the ramp opened up, and more soldiers walked out, but that wasn't what interested in, his attention was turned to the one walking down the ramp and up to him, whenever he passed a soldier, they gave him a salute, he guessed that he was in charge of the assault.

The leader, walked right up to him, leaning down and getting eye level with him, even though it was dark, he could tell his facial features, it was a pony he knew all too well, he watched as he looked him in the eyes, as he rubbed his hoof through his black and blue mane.

"well, looks like we finally got you, that's one less headache for me, oh and thanks for the info, I'm sure we will make good use of it" he said as he stood back up, the leader smiled and spoke up as the other walked away.

"So…the rumors really are true, you did survive… just so you know, you can't stop us, you can try to get there in time, but it will be in vain, they will die" he said, as the other one stopped and turned his head back.

"Don't worry, I'll get there in time, your little plan is going to fail, I'll see to it myself, take him away" he said as he walked back up the ramp, the leader began laughing as they brought him in as well.

Soon all the ponies were back on the, and the engines came to life, and the ship began to lift into the air, and it soon was moving away, its next destination, PonyVille.

**A/N: ooh, I love cliffhangers, I hope you all enjoyed, there will be more to come, peace.**


	3. Chapter 2

**A/N: alright, I got the next chapter up, and there's plenty more where that came from, enjoy.**

**Wings of Steel 2: chapter 2: stargazing**

(PonyVille, public library)

It was a peaceful day over the quiet town of PonyVille, and everypony was going about their daily lives, just as they always did, all of them contempt.

One of our favorite heroes' was hard at work as usual, but this time it was for a different reason, "Spike, do you know where I put my maps of the night sky?" Twilight asked as she ran back and forth though the main room, searching through shelves and drawers, and pushing books to the side.

"How should I know?" her assistant said as he climbed down a ladder and turned to her, earlier in the day, Twilight and all of her friends, had agreed to meet at the library and go stargazing that night, Twilight had found a nice little hill, outside of the everfree forest, where they could watch the stars.

Studying the stars was one of Twilight's favorite activities, whether it was for academic purposes, or just for fun, and now she was going to do it with her friends, this only made it more exciting.

"Oh, it's almost sundown, our friends will be here any minute, help me find it, think, where was the last place we put it?" she asked, Spike brought his claws to his face, and thought for a minute, and then he smiled and snapped.

"Oh yeah, I think they are down in the basement" he said pointing to the staircase, Twilight smiled and trotted down the stairs.

As she walked, she came across a door, that she remembered all too well, she stopped and turned to it, a part of her told her to just walk away, go find the maps, and go meet her friends, but another part of her was telling her to go inside.

She raised a hoof up, and pushed the door open, which seemed to be partially open, Twilight found this strange, she remembered closing and locking the door, she pushed it aside, and walked in.

The room was the same as she left it, everything placed neatly, the bed sheets still fresh, just being in the room, reminded her of the pony who once stayed there, the very thought brought a tear to her eye, she let it trickled down her cheek, and fall to the floor.

It had been over a year since the fire, but the pain still remained even then, she remembered that she never even got to say goodbye to their friend Steele.

She walked up to the drawer, by the bed and opened it, inside was a small black box, covered in dust, Twilight used her magic and lifted out of the drawer, and dusted it off, she opened it and peered inside, there lay the same piece of jewelry, that had always been there.

The small diamond ring, attached to the gold necklace, she smiled at the time when Steele first showed it to her, it still kept its shine, and it seemed untouched, even after the entire time.

Suddenly she remembered the real reason she had come down, she put it back in the box and placed it back in the drawer, and ran out of the room, closing the door behind her.

(Later…)

It had been awhile, since Twilight went down there, Spike knew she was alright, but he couldn't help but worry, just as he finished his thought he heard a knock on the door, he walked over to it and opened it.

"howdy spike" Applejack said, Spike smiled and moved to let them pass, "hey guys, come in, Twilight's just finished getting ready" he said as they all entered, "getting ready? Were just going out to watch stars, it's not like she needs to dress up" Rainbow Dash said in annoyed tone.

"No not quite Rainbow" said a familiar female voice, they all turned to see Twilight walk up the steps, with a saddle bag filled with paper, "hey Twilight, ready to go?" Applejack asked, "yes I am, I just went down to the lab, to find my star maps, so at least we know what to look for, alright, the sun's setting, grab the picnic basket Spike, lets head out ladies, by the time we get there and set up, the sun should be setting" she said, they all cheered and walked out the door.

As they left the library, none of them noticed the two pegasi, watching them from the roofs, of some nearby buildings, as they watched them leave, one of them reached up to his ear, and pressed a small button on his headset, "Targets are moving out, I repeat, targets are moving to your position" he said as they both flew off, towards the forest.

(Later that night…)

After they had reached their spot, and set up their picnic, made by Spike and Pinkie, they all decided to sit down and eat as the sun set, in which it did.

It was now late into the night, and they were all taking turns looking at different constellations, while Twilight giving a boring history about each one.

"well, I see the constellation of Orion" Twilight said in a happy tone, "did you know that-" she was about to say but was interrupted by Rainbow, "yeah, yeah, Twi, we heard you before, it gets a little old after a while" she said, as she was bouncing a ball on her head trying to beat the record, and so far she was doing pretty good.

"Rainbow, will you stop trying to beat that record, how many times have you failed now?" Rarity said in an annoyed tone, just as she did, the ball bounced off Rainbow's head, and hit the ground, and began rolling down the hill, Rainbow looked at Rarity with an angry look.

"Ah, see what you did, now I have to start over" she said as she flew down after it, she caught it at the bottom of the hill, and put it under her wings, and was about to walk away, when she heard a strange noise come from the forest.

She turned around and looked into the forest, it being the dead of night, it was almost impossible to see, but for some reason, she had a strange feeling, that she was being watched, "eh, probably just my imagination" she said as she threw the ball into the air, and hit it a couple of times, before the same sound came back, she turned to the forest, as the ball rolled away, she took a step toward the forest, she was sure she heard something, just as she looked into the tree's, she could have sworn she saw something hiding amongst the moving leaves, but she tried to tell herself it was just the wind, but another part of her did think that was the situation.

"Rainbow, how long does it take to get your ball…what are you looking at" she heard Twilight say, she turned to her friends, with a smile, "oh nothing, thought I heard something, but it was probably my imagination" she said as they all started up the hill, but were stopped by the exact same sound, only this time it was louder and closer, they all turned back in fear, huddling close together.

"Was that your imagination?" Applejack asked, she said as they heard it again, only this time it sounded more like a voice, but they couldn't make it out.

A part of each of them told them to run, but they were too scared to move, and they heard it again, it was starting to sound more like a voice, "did you all hear that?" Applejack asked, "yeah, it sounded like somepony calling for help" Twilight said, soon after she said that, they saw a figure appear in the forest, they all watched as it took form, it turned out to be a normal pony, only he seemed to be injured, he had a hoof on his side, as he limped his way over to them.

"sweet Celestia, sir are you alright?' Twilight asked they all ran up to him, "help me, please" he said as he approached them, just as he did, he began falling to the ground, but Twilight caught him, and lifted his head up, "are you alright?" she asked again, he just looked up at her, and said very faintly, "I'm sorry" he said, Twilight as well as her friends were equally confused.

"I'm not sure I understand, sorry for what?" Twilight asked, "he opened his eyes again, "I said, I'm sorry…for this" he said in a louder voice, a smile forming at the corners of his mouth, just as he did, they heard the sound of the grass crunching under multiple pairs of hooves, they all looked up, and saw three more ponies, walking out of the forest, all wearing hoods.

Twilight looked down at the other stallion, and saw him smiling up at her, with a sick smile, he pushed her away and stood up, backing up to the other three, they all looked at each other with fear filled eyes, they all turned around, only to see two other ponies, walking towards them, down the hill.

They watched as the ponies formed a circle around them, now they were surrounded, but strangely Twilight felt that this was somehow familiar and she didn't know why, but this wasn't the time to think about it.

"what is this, what do you want with us, just let us go!" she said with force but the others just stared, soon they heard the sound of another pony approaching, they turned and saw another hooded pony walking past the others, not far from them.

"I'm afraid that is quite impossible, Miss Sparkle" said the leader, his voice sounded faintly familiar to Twilight, but she couldn't remember where, never the less she got her answer.

The leader brought his hoof up to his hood and pulled it down, revealing a pony, that only ever came to Twilight in her nightmares, "B-Blade!... but how!?" she said in complete fear, "been a long time, Miss Sparkle, did you miss me?" he said smiling at her.

"But how, this can't be happening!" he said, looking around, Blade merely chuckled, "how can it not, did you think just because our forces were temporarily disabled, that we forgot about you, no, we've just been focusing on other priorities, but we still never forgot about you six, you've been a major obstacle in our plan, so we decided to get rid of you once and for all, and what a stroke of luck, we find all six of you together, saves us the trouble of having to hunt you down, and this time there will be no hero to save you" he said, as he turned to his soldiers, and nodded his head, they all reached under their cloaks, and pulled out crossbows and aimed them at Twilight and her friends.

Blade only smiled, "like I said, there's not going to be anypony to save you this time" he said as his smile grew wider.

Just as he was about to give the order, "don't be too sure of that" said a voice from above, they all looked up as a shadow came crashing to the ground in front of Twilight, causing Blade to take a few steps back, the newcomer just stood up revealing a masked pony, with an angry look on his face.

Blade just stared him down, and brought his hoof up to his chin, "now where have I seen this before?" he said, but he pushed that thought aside, "it doesn't matter, this isn't your business, if your smart you'll just fly away, and let us do our business" said, but the masked pony didn't even flinch.

"sorry, but I can't do that, I won't let you lay a hoof on either of them" he said in threatening tone, Twilight felt that this seemed to be a similar situation, she felt that there was something familiar about this masked pony, but she couldn't tell what it was.

"Who are you, and why are you helping us?" she found herself asking, the masked pony just turned his head back to her, "just stay quiet" he told her, as he did Blade started laughing out loud, making the masked pony turn back to him.

"oh this is rich, I remember now, a fool like you, tried protecting these mares, and he died, you really want to end up like him, even so, how do you plan on stopping us, it's just you" he said, but now it was the leader's turn to start laughing, catching Blade off guard.

"Whoever said I was alone" he said as he brought his hoof up to his mouth, and whistled, a few seconds went by, and suddenly they heard the sound of multiple pairs of wings flapping, and soon more ponies began to land next to the first masked one, soon more came, some flapping down on their wings, other using their magic to appear next to them.

At first a surprised look appeared on Blade's face, but it was quickly replaced by anger, "very well, you want to seal your fate, so be it, kill them all!" he shouted, and his shoulders fired off their crossbows, Twilight and her friends cried out in terror, but didn't feel a thing, they opened their eyes, and saw a large shield around them.

They looked on, as the shield disappeared, and they all charged forward, the looked behind them and saw the other ponies charging towards them, and jumping into the air, only to be tackled to the ground by the leader, he tackled them to the floor, and punched them repeatedly, when he was convinced they were out cold, he turned to Twilight and her friends, "go! Get out of here, get back to the library, we'll hold them off, go now!" he shouted as he was tackled himself, but Twilight hesitated.

"but-" she was about to say, but was cut off by him, "I said go now!" he shouted as he fought off the pony on top of him, Twilight was about to argue again, "come on Twilight, let's get out of here!" Rainbow yelled, as they made for the clearing that had been made for them.

After they made it through, they headed straight for the library, not caring to look back, all they could do was hope that their saviors were alright.

(PonyVille, public library)

After they escaped, they all ran straight for the library, as they approached, Twilight used her magic to open the door, as all her friends ran in, she closed the door, and used her magic to lock it.

They all stood in the middle of the room, breathing heavily, "what in the hay was that!?" Rainbow yelled, leaning against the wall taking a breath, Twilight was just as confused as they were, "I don't know, but I know that pony, he was the one who attacked me a year ago, but that was when Steele saved me" she said as her breathing calmed down.

"Ah thought he was captured after the fire" Applejack said sitting down, "he must have escaped capture, and now he's back for us" Twilight said, as she began pacing, "what do we do now?" Fluttershy asked in her quiet voice, which was filled with fear, and this time she had good reason.

Twilight continued to pace, "I'm not sure, but were not safe out there, that's for sure" she said, as she continued pacing, "well, we have to get back to our homes" Rainbow said, but Twilight shook her head, "I don't think that's a good idea, those ponies know who we are, and they must know where we live" she said in a worried tone, they all looked at each other, knowing she was right.

"You can all stay here, I'll make sure the place is secure, I have plenty of sleeping bags and such" she said as she walked away.

This was a very intense night for them, they would need the sleep, but tomorrow would hold more surprises, for our heroes'

**A/N: well, that was intense, hope you all enjoyed, next chapter will be up soon, peace out for now.**


	4. Chapter 3

**A/N: well here we are again, here's the newest chapter, right now I'm going back and forth between stories, I will be writing and posting a few chapters for this stories, and then go back to another, and so on, until they are done, thank you all for being patient, enjoy the chapter.**

**Wings of Steel 2: chapter 3: visit to the castle**

It was a quiet peaceful night over the capitol city of Canterlot; the stars were shining brightly as they always did.

Princess Luna found herself walking through the halls of the castle; she had just raised the moon, not long ago, now she was heading to the library to meet her sister.

As she walked, she came up to a large door that served as the entrance to the castle library, as she approached; she used her magic to open them, and walked in.

The castle library was a massive room, many shelves filled with almost every book known to pony kind as well as others, but that wasn't why she was here, they were supposed to meet an old friend, as she walked in, the first thing Luna noticed was her older sister pacing back and forth, a worried look on her face.

"I take it he has not arrived yet, sister" she said as she walked up to her, "no not yet, he was supposed to be here a while ago, let's just hope he is busy doing something of importance" she said as she stopped and turned to her younger sister.

"I'm sure he is fine, with the Intel we received, he is probably, making sure that everything is alright, he will be here soon, just be patient, Tia" Luna said, and just as they did, they heard the sound of wings flapping, and the sound of hooves stepping down, out in the balcony.

They watched as a masked pony walked, with an apologetic look on his face, "so, your finally here, I trust you were doing something of greater importance" she said, the masked pony stopped and took a bow, "my apologies, you highness, but we have a problem" he said, when he did the princess raised an eyebrow, as he stood up, "what do you mean by that?" she asked.

The masked pony began, walking around the room, "it appears even though we stopped their little operation, they still managed to confront Twilight and her friends, they were led by none other than, Blade himself" he said, when the princess's heard that name, their eyes widened, "but how is that possible, we thought he was captured after the fire" Celestia said, looking down at her younger sister, with a concerned look.

"I'm not sure either, but what I do know is that, now that their forces are rebuilding, they are going to focus more and more on Twilight and her friends, we can't keep going back and forth between places, as well as protecting them, it would spread our forces to thin" he said looking at the princess's, Celestia sight and began pacing again.

"what do you think we should do then?" she asked looking at him, the masked pony sighed, and rubbed his head, "with them now focusing more on Twilight, our original plan, will become harder and harder to protect them, if you ask me, I think it's time we tell her the truth, we bring them here, where they can easily be protected, we thought that if they believed Steele was dead, then they would no longer be in harm's way, but I sorry to say this, your highness, but we were wrong, there will be nothing to stop them from trying again, in greater numbers" he said, the princess stopped and looked to her sister.

She sighed and began pacing again, the masked pony just watched and waited patiently, for her to answer, the princess did that for a few minutes, they could both tell that she was deep in thought, but eventually she came to her conclusion, she sighed and turned to him, "very well, I trust your judgment, I will send a letter to her tomorrow, telling her and her friends to come to canterlot, it pains me to have kept the secret from them so long, but I suppose your right, it's time they found out the truth, you'll have to go back, and try to convince her that you mean them no harm, hopefully she will not find out, before it's time" she said, turning back to her younger sister.

The masked pony sighed, "with all due respect your highness, you aren't the only one who was pained with having to keep such a secret… my team will leave later tonight" he said as he made his way to the door, Celestia spoke up.

"I can't imagine what it must feel like for you, keeping the truth from them, but you know it was for their own good, but now it seems we were both wrong, I know I've told you this many times before, but I want you to know, that…I'm sorry" she said, he stopped and turned his head back to her.

"There's nothing to be sorry for, your highness, I know that your decision was in their best interest, if only there could have been a better way, I have watched them, I could see the pain in their eyes, they lost a good friend, I also know what it feels like, all we can do is hope they will forgive us…goodnight your highness" he said as he opened the door, "yes, good night" she said as he exited the room.

**A/N: well, there's another bit of suspense for you, but don't worry, the best is yet to come, peace.**


	5. Chapter 4

**A/N: alright, now is when this is going to get interesting, enjoy the chapter.**

**Wings of Steel 2: chapter 4: the day after**

(PonyVille, public library)

It was well into the afternoon, the day following the attack, after they had all agreed to meet back at the library, if they saw anything weird, Twilight and her friends went their separate ways, returning to their homes, to continue their daily lives, but something was still gnawing at the edge of Twilight's mind, and that was the strange masked Pegasus, that saved their lives, she couldn't help but feel there was something familiar about him.

"Spike, I'm going to the market to pick some things up, are you still going over to Rarity's?" she asked as she put her saddle bag on, and levitated a bag of bits into it, Spike turned to her and smiled, "yeah, she wants my help finding more jewels, so I'll probably be gone when you get back, I'll be back later today though" he said, Twilight smiled, "alright then, I'll see you later" she said a she walked out the door, and headed for the market place.

(PonyVille, market place)

The town market place was busy as usual, ponies going from stand to stand, getting all the supplies they needed, Twilight did her best to act like nothing ever happened, lucky for her, other ponies were too busy doing their own things, that they didn't notice.

Twilight walked up to a certain stand, and asked the pony behind the table for help, "hello Miss Sparkle, what can I do for you this fine day?" he asked with a smile, Twilight smiled.

"Hello sir, I'd like three tomatoes, please" she said as she levitated out a small bag of bits, and placed the proper amount on the counter, the pony smiled nervously, "oops my bad, excuse me, let just get a fresh batch from the back, back in a flash" he said as he went inside the small tent, Twilight smiled and waited.

A few minutes had passed, and Twilight was beginning to get suspicious, there was no way it would take this long for him to get some fresh tomatoes, she tried to peer inside the tent, but saw nothing, she was about to get her bits and put them in her bag, when she felt that another pony was standing behind her, she thought it was just another customer, but when he walked up beside her, she felt that same feeling creep up her skin.

"we meet again, Miss Sparkle, not very smart to be out in the open" said the same voice that she heard last night, the one that sounded familiar, she looked to her side, and came face to face with the same masked pony from the night before.

The fearful look appeared in her eyes, she backed up, "it's you, what do you want?" she asked in fear, the masked stallion just smiled under his mask, "to help" he said, as he reached out a hoof, but some part of her, didn't trust this stallion, it told her to run, and for once she decided to listen to that side, "I don't believe you" she said as she took off, and ran away, the masked stallion just watched as she ducked into an alley, and sighed.

Twilight ran behind the building, and leaned up against the wall, breathing heavily, she leaned and peered out behind her, much to her relief, she saw nopony following her, she gave a sigh of relief, and began to walk through the alley, when she was stopped, "if you'll just give me a chance to explain, I'm sure we can come to an agreement" she heard a voice say, she looked up at a stack of boxes, and saw the exact same masked pony, leaning on the top box, looking down at her, with a smile.

Twilight didn't understand how he got there so fast, but that was the least of her concerns, "stop following me, leave me and my friends alone!" she shouted as she ran down the alley, and back out on to the street, she ran through the streets until she reached, the library.

A smile appeared on her face, as she approached the front door, she opened it with her magic, and she ran inside, she turned around, and used her magic to lock the door, she took a sigh of relief, and stepped back, and used her magic to take off her bag, just as she set it down, she got the feeling that she wasn't alone in the room.

"when are you going to learn, that there isn't a place that you can hide, where I won't find you" said the exact same voice, Twilight turned around, and saw the masked pony, sitting on the stairs, calmly reading a book, as if he had been there for hours, now Twilight was beginning to get mad.

"Who are you, why are you following me, what is it that you want?" she asked trying to sound strong, but the masked pony saw right through her, but he smiled none the less, and threw the book to the side, he stepped off the stairs and approached her, every step he took towards her, Twilight would take a step back, despite trying to act brave, her fear was evident.

"As I told you, I want to talk, to explain" he said, as he stopped, Twilight did her best to stay strong, "first tell me who you are?" she demanded, the question seemed to catch the masked pony off guard, "who I am, doesn't matter, just know that I mean you or your friends no harm, I've been sent by the Princess's, I'm here to help" he said, this comment caught Twilight's attention, but a part of her was still skeptical, "who do I know if you are telling the truth?' she said, the masked one just shrugged.

"you don't, but if I wanted to hurt you, I would have by now" he said, Twilight knew he was talking sense, a feeling inside her lire up, a feeling that she hadn't felt in a while, she felt as if she could trust this pony, but she couldn't find a reason.

"What I want to know is, why were you and your friends, doing near the forest at night, when you knew it was dangerous?" he asked, with a serious look, "we…we were just out looking at the stars, how were we supposed to know, that we would be attacked" she said, but the masked one wouldn't buy it.

"that's not what I meant, did you think that even though it's been a year since the fire, that Blade and his goons would stop looking for you, no, you and your friends haven't been at the top of their priority list, now that their forces are almost back to normal, he's going to start hunting you down again, one by one if he has too, it's not safe for you, that's why we came" he said in a calm yet serious tone.

That particular comment caught Twilight by surprise, but also made her more suspicious, "how did you know we were even there?' she asked, with a suspicious look on her face, the masked pony looked confused, and he started looking around, thinking of an answer.

"I…have my resources, but it doesn't matter how we got there, the point is we got there in time before anything bad happened" he said as he began walking away, the next comment that came from Twilight surprised them both, "you…remind me of a pony I once knew awhile back, something about you reminds me of him" she said, the masked pony seemed confused but he got the idea of what she was saying, "oh, you must be talking about your friend, Steele was his name if I remember" he said walking away.

"You knew him?" Twilight asked in a surprised tone, the masked pony just gave a nervous laugh, "I was…acquainted with him, he was a very brave pony, and very loyal to his friends if I remember" he said, a said expression appeared on Twilight's face, "yeah, he was a very brave pony, he gave his life to save me, my friends, all of us, but…he's dead now, I never got the chance to say goodbye to him" she said wiping a tear away, as the painful memories from the night came back to her.

The masked pony could tell she was sad, he sighed and walked up to her, placing a hoof on her shoulder, "well, if I were him, I would be happy for you, that you moved on, dwelling on the past, is one of the worst things a pony can do too themselves" he said in a comforting tone, Twilight wiped the tears away, as he began walking towards the door.

"It's time I leave Miss Twilight" he said, but Twilight tried stopping him, "wait, where are you going, will I see you again?" she asked, the masked stallion turned back to her, with a frown, "unlikely, for all you know, this could be a figment of your imagination, I'll leave that up to you, just close your eyes" he said, Twilight was confused but did it anyway, and closed her eyes.

She waited a few seconds, and then opened them, and was more than shocked at what she saw, she found herself staring at the door, no sign of another pony anywhere, she looked in all directions, from what she saw, there was no sign that there was another pony was in the library with her.

Twilight shook it off, "maybe, I was really imagining it" she said as she realized that she still had the food she gathered from the market, and went to go put them away.

But, she was completely unaware, of the masked stallion, watching her through the windows, he sighed to himself, "soon Twilight, soon" he said as he spread his wings and flew off, into the sky.

**A/N: well, that was certainly interesting, hope you all enjoyed, more will be up later, peace.**


	6. Chapter 5

**A/N: it's been a while since I uploaded a chapter for this story, so I thought I would write one, so here you guys are, hope you enjoy.**

**Wings of Steel 2: chapter 5: a shocking truth**

The next day after Twilight's mysterious visitor, everything seemed to be normal, the more and more Twilight thought about, the more she realized maybe it was her imagination playing tricks on her, but yet, something caught her eyes about that masked stallion, he seemed very familiar, in a way that Twilight couldn't understand, so she just put it to the side.

Right now, she was in the middle of rearranging books in the library, a chore she always did once every two weeks, Spike would always complain, but he was glad to help, "where do you want these books on astronomy, Twilight?" Spike said in a strained voice, Twilight turned around and saw Spike holding a large number of big books; he was clearly having trouble holding it.

"Put them over there, I'll help you" she said levitating some of the books, and placing them in the desired shelf, just as they finished spike got down from the ladder, just in time for his cheeks to puff up, he opened his mouth and a burst of fire came out, when it cleared on the floor lay, a letter accompanied with the royal seal, indicating that the letter was from the Princess.

Twilight was confused as to why she would send a letter, unless something bad has happened, and she was needed, Spike picked it up and handed it to Twilight, who just levitated it up to her face and unrolled it, and began reading, as she did her eyes began to grow wide in shock.

_My dearest and most faithful student Twilight,_

_I am writing this to you, because as I speak, you and your friends are in great danger, I fear that those who attacked you will try again, and in greater numbers, they will stop at nothing, to get to you._

_You and your friends are no longer safe there, you must come to Canterlot as soon as possible, we will have much to discuss, there are many things I must tell you, bring your friends with you, I will have my guards pick you up at the train station, in the city._

_Yours truly, Princess Celestia._

When Twilight finished reading, she nearly dropped the letter, she turned to Spike, with an urgent look on her face, "Spike, got get the others, tell them to meet me here, tell them it's extremely urgent" she said, Spike nodded and quickly ran out the door, while Twilight ran upstairs to get some things together.

(Later…)

Later, after Spike had brought all of their friends, they all walked into the library, confused as to why it was so urgent, "I was in the middle of training, what gives Twilight" Rainbow Dash asked with an annoyed look on her face, Twilight told them what was happening and repeated the letter to them, so they will know what they are doing, most of them were shocked.

"The Princess, wants us on the next train to Canterlot, so we need to get going" she said putting on a saddle bag, the others just looked at each other curiously, "yeah, but did she say why, we need to go to Canterlot in such a hurry" Rainbow Dash said again, Twilight glanced at her, "girls, you know as well as I do, that the Princess would never call us to Canterlot in such a rush, if it was an emergency of some type, we need to get going" she said, all of the girls knew she was right, and they left for the train station, just in time to get some tickets and board the train.

As they waited, the engine roared to life and the train began to slowly move out of the station, and headed towards the capitol, they knew it would take a while, so they all just got comfortable, Twilight rested her head on her hoof, and looked out the window, at the passing mountains, she couldn't help but wonder what it was that the Princess, needed to talk to them about.

(Later that day…)

By now it was the afternoon, and the sun was slowly beginning to set, as the train pulled into the Canterlot train station, they all got off, and made their way across the platform, and to the street, their they saw a group of royal guards, waiting for them with a carriage, that would most likely take them to the castle, they all piled in and the carriage left the station.

After a few minutes, of traveling through the busy streets of the capitol, the arrived at the castle gates, the guards refused to tell them any more information as to why they were called there so suddenly, but they figured it had to be really important, for the Princess to want them there so quickly.

But just as quickly as they got there, they were escorted into the castle, straight to the throne room, where they would be meeting the Princess.

Despite the amount of times they had been through the castle, they still found it beautiful, but they all had other things on their minds, and soon they found themselves outside the throne room, the two guards that stood on each side of the door, used their magic and opened it, and they all walked in.

They just simply walked up to the throne, and saw Celestia sitting there with a troubled look on her face, when she saw them her eyes lit up, and she sighed with relief, "thank goodness your all alright" she said, as they all took a bow and then stood up, "with all due respect your highness, why were we called here in such a hurry?" Twilight asked in a respectful tone, Celestia just looked down at her with a guilty look.

"it's like I told you in the letter, you were all in grave danger there, as you know, Blade, Haze's surviving partner, is back and he's coming after you, and he will stop at nothing to get to you, but that is not the only reason I called you all here" she said looking away for a moment and then looking back at them, they all looked at curiously, waiting for her to speak, they could tell she was having trouble finding the right words.

But, she soon looked up at them, "the other reason I called you here…is because you need to know the truth" she said, Twilight and all her friends look at each other, with confused looks, then Twilight looked back up at her.

"Truth? What truth are you talking about Princess?" she asked anxious to know what she was talking about, Celestia looked away for a minute again, and then back to her student, a look of guilt on her face, "there is a truth, that I have neglected to tell you for the past few months, and now I regret it, you of all ponies should have been the first to know the truth" she said, Twilight was about to ask what she meant, when a pony from behind the Princess's throne, he was wearing a mask, Twilight instantly recognized him as the same masked pony who had appeared to her in the library, a fearful look appeared on her face, as the pony stood next to Celestia, even though his mask, they could tell he wasn't smiling nor frowning.

"Princess, what is this about, what truth are you talking about, why is he here?" Twilight asked, pointing towards the masked stallion, Celestia just sighed, and the masked stallion took a step forward, "I'm here because you need to know the truth" he said, Twilight took a step forward, she looked the stallion up and down, she still couldn't tell any features, but she could see that he was a Pegasus, but his wings seemed different than that of a normal Pegasus, they seemed more thick and not as feathery as they usually were.

"who are you, really?" she asked, her friends began to catch on to her suspicion, but they couldn't understand why she wanted to know his true identity, so badly, the stallion looked up at the Princess, concern evident in his eyes, she just looked down for a moment, and then looked back at him, and nodded her head, the stallion sighed heavily and looked towards them.

"I guess you could say I'm an old friend" he said as he reached his hooves back and began to until the mask, they all waited impatiently, time seemed to slow as he undid the knot looked down, he reached up and slowly pulled the mask away, the air became thick with anticipation, as he threw the mask to the side, with his head bowed, all they could see was his mane, it was a mix of dark blue and black.

The stallion took another deep breath, and then slowly began to raise his head, Twilight felt her heart, literally beating against her chest, as the stallion's face came into full view, and then it hit her like a ton of bricks, there standing in front of her, was a stallion she thought she would never see again, a stallion she thought was long dead, yet here he was standing in front of them.

Twilight's eyes widened as her breath caught in her throat, she found herself unable to speak, all she could do was manage a single word, "Steele…" she said just above a whisper, the stallion just looked at all of them, all their shocked faces, but that is exactly what he expected, he did his best to smile.

"Hey girls, been a long time" he said in a clearer voice, since it was disturbed by the cloth in front of his mouth, Twilight made the first move, and took a step forward, "Steele…is that really you?" she asked still completely shocked, unable to take her eyes off him, he did his best to smile, "yeah, it really is me" he said, Twilight felt tears of joy running down her face, as she literally lunged forward, and tackled him to the ground, as her friends followed suite.

Steele cried out in surprise as he got tackled by Twilight and her friends, she wrapped her hooves around his neck and hugged him hard; almost to the point where he couldn't breathe, "Steele! I can't believe it, you're alive!" Twilight cried out as tears spilled down her face, Steele had trouble breathing, and he tried to push them away, "I'm glad to see you all too, but I can't breathe, I need air" he gasped out, Twilight and her friends realized that were all hugging him to tight, and they all got off him, and he pushed himself up and dusted himself off, Twilight and her friends still had many questions, but they would all have to wait.

"But, we thought you were dead, how did you survive?" she asked desperately wanting to know the answer, but Celestia interrupted, "all your questions will be answered, come let us talk over dinner, I'm sure you are all very hungry, from your trip" she said as she walked out the side door that lead out of the throne room, and deeper into the castle.

Twilight and all her friends, just simply followed more eager to hear Steele's story, than they were to eat, but they followed her anyway.

**A/N: yeah, Steel's alive, wasn't that cool, come back next time to find out how he survived, see you all then.**


	7. Chapter 6

**A/N: my apologies for not posting a chapter for this story in a while, but I finally managed to get around to it, so I hope you enjoy.**

**Wings of Steel 2: chapter 6: truths learned**

As they all sat in the main dining hall of the castle, the room was quiet as all the ponies there, ate their food in a quiet manner, Celestia and Luna sat at opposite ends of the table, Twilight and her friends sat across from each other, Steele was seated next to Celestia, Luna looked over at Celestia, who just looked back with worry, Celestia looked over at Twilight, she saw that Twilight hadn't even touched the soup she was given, her eyes were completely fixed on Steele.

All of Twilight friends were busily eating their meals, Steele could feel Twilight gazing on him, only on the occasion of looking up to meet her gaze, finally when the silence in the room became too much for him to bear, Steele put down his spoon and sat up more properly, and placed his hooves on the table, clearing his throat, catching all of their attention, they looked up at him expectantly.

He took a deep breath, glancing briefly at Twilight, "I'm guessing you all have questions for me, well we promised you answers" he said, all of Twilights friends to each other, all of them silent, until Twilight slowly rose and stood up, looking directly at Steele, "just one question" she said in a serious tone, Steele looked at her and sighed, "what really happened that night?" he asked making a complete guess, even though he could see it written all over Twilight's face.

They all turned to Twilight, she seemed briefly shocked, that was her question, she simply nodded, and all of her friends turned and looked back at Steele, he simply sighed and looked up at Celestia, who turned and nodded at him, seeming to sense his worry, finally Steele looked down at the table, took a deep breath, and then looked up at Twilight, "very well, as I'm sure you've guessed by now, things didn't turn out the way you thought they did, I lived through it, but at a cost" he said looking at all the others, Twilight was confused by what he meant, "w-what cost?" she asked, he turned to her again.

"it started after I went back into the town hall, I searched the entire place for survivors, but as I was making my way out, a beam fell and trapped me under it, with the combination of my wounds in my fight with haze, and the smoke choking me, I knew I had little time, but the beam was too heavy for me to move, I was stuck under it…I thought I was going to die, I looked up to see another beam falling straight towards me, I knew I was dead, I closed my eyes…and yet strangely I felt no pain, I opened my eyes, only to find myself in a hospital bed, inside the castle, it was Princess Celestia who saved me, she teleported me to the royal guard headquarters medical center, and they treated my wounds, after she told me what happened, and my wounds healed, she put me in charge of a small task force team, to find and arrest the remaining survivors of Haze's army, we've had some success, but lately they've managed to elude us, making it more and more difficult for us to find them" he said with a solemn look.

As he finished telling his story, Twilight and her friends all looked at him, shock written completely on their faces, Twilight sat back down, she took a shaky breath, "but that still doesn't explain, why you had to hide the truth from us, we all thought you were dead, we…we-" she tried to finish, she looked up and saw the sad look in his eyes, he sighed deeply, "I know, it was painful enough, but we believed that it was for your own good" he said, this caught Twilight's attention, "our own good? We thought you were dead, we cried because everypony in town thought of you as a hero, the least you could have done was tell us the truth" she said anger slowly rising in her voice, Steele looked down for a minute, knowing she was right, "we did it for your protection, we knew that if Haze's army believed that I was alive, they would come after you again, we did it to keep you safe, it was hard enough knowing that we had to keep such a secret from you, you have no idea how badly I wanted to tell you girls that I was fine, but Princess Celestia made me swear to keep it a secret from you" he said, Twilight was about to say something back, when Celestia herself intervened, "what he says is true, I made his promise to conceal the fact that he was alive, it pained me so much to see the pain in your eyes, that day when you heard of his death, I wanted nothing more than for you to know he was okay, but we believed that it would keep you out of harm's way" she said in a sad tone, a solemn look on her face.

Twilight still felt anger rising in her, but she knew she couldn't argue against the Princess, she looked over at Steele, "Steele, what about your parents, they thought you were dead as well" she said, Steele simply shook his head, "after I came out of recovery, we told my parents, they attended the 'funeral' as an act to make you believe it was true, they know perfectly well that I am alive and well" he said, Twilight was shocked to hear this, even his own parents, have known the entire time that he was fine, were they the only ones to believe that lie.

Her thoughts were interrupted by Celestia, "I believe it is late, we should all get some sleep, and it's been a long day for all of us, we will answer more question tomorrow" she said as she got up and made her way out of the room, Luna quickly jumped up and joined her, Twilight and all her friends, slowly got up and made their way out of the room, Steele hesitated and then quickly followed after the others.

**A/N: well there you have it, Steele lived the incident, I hope you enjoyed, I apologize for making it such a short chapter but there will be more soon enough.**


	8. Chapter 7

**A/N: hey guys, I'm back again with another chapter for this story, and don't worry, there will be more to come in the near future, enjoy the chapter.**

**Wings of Steel 2: chapter 7: a restless night**

After they left the dining hall, Twilight and her friends were escorted to their rooms by some royal guards, whenever they were needed at the castle, Princess Celestia always had separate rooms prepared for them, all across from each other, Steele was given his usual room at the end of the hall from the others, considering that it was so late, they seven of them exchanged goodnights and went into their rooms to get some sleep.

(Later that night…)

Twilight found it hard to sleep, she tossed and turned in her bed, despite it being very comfortable, she found it hard to find a comfortable spot on the bed, finally she groaned in frustration at the lack of sleep, and turned on to her side, looking out past the balcony door, the stars gleamed in the night sky, another beautiful creation of Princess Luna, Twilight groaned as she sat up, looking around the dark room, she glanced up at the wall clock, it read past midnight.

She slowly climbed out of the bed and made her way to the door, she opened it slowly, trying to avoid making any unnecessary noise and wake the others, she looked up and down the hall, the patrol had already passed by, she opened the door, and stepped into the dark hall, only lit by the small torches on the wall, only lit enough, so that she where she was going, she closed the door, and slowly made her way down the hall.

As she made her way down the hall, she was careful of where she stepped, trying not to make a sound, finally after what seemed like a long time, she came to the door at the end of the hall, where Steele was, she was about to knock, when she looked down, and saw what appeared to be, a flickering light coming from under the door, it appeared to be coming from a candle.

She thought for a second and lightly pushed on the door, finding it open, she gently pushed it open, and she poked her head inside, she saw a light candle, on a desk, with what appeared to be a map of the kingdom, she slowly made her way to the map, and looked over it, various spots on the map were circled, Twilight continued to study the map, when a voice came from nowhere.

"Trouble sleeping?" said a male voice, Twilight nearly jumped out of her skin, and turned around, heart thumping against her chest, she saw a figure standing in the shadows, just out of sight, she tried to look harder, but did not need to, the figure stepped out of the shadows, it was none other than Steele, he stepped out of the shadows and into the light, a small smile on her face, Twilight felt her body relax, and her breathing slow, "oh Steele, you scared me half to death" she said placing a hoof on her chest, Steele chuckled and walked up to her, "you should get some sleep, it's been an interesting day for all of you" he said, walking past her, "I could say the same for you, it's late" she said, he chuckled again, grabbing a glass of wine that was on the desk.

"I'll be fine, over the past two years or so, I've trained myself to be able to get as little sleep as possible, and still get up easily, you would be surprised, as too how many times it's been helpful" he said with a smile, Twilight smiled back, but as they continued to stare at each other, as Steele took a sip, Twilight's smile fell, "listen Steele…" she said but stopped as Steele raise his hoof and set the glass down, "save it Twilight…I already know what you're going to say" he said turning away from her, and walking over to the large doors that lead to the balcony.

Twilight sighed heavily, "it's just that…why would you tell your parents and not us, you have no idea how much pain it caused us, nothing was the same without you there" she said, Steele sighed and looked down for a minute, then he turned to her, "I know, but as I told you before, we thought it would keep you safe, for the longest time, we believed that Blade and the others would leave you girls alone, at least until that night at the edge of the forest" he said fully turning to her, and walking up to her, "I know how much pain it caused you, I saw it in your eyes, it hurt so much to watch you, not being able to tell you that I was alright, to life that sorrow, to just tell you that everything was fine" he said as he stood in front of her.

They just stood like that, staring at each other, suddenly Twilight leaped forward and threw her hooves around his neck pulling him into a hug, Steele was caught off guard, but eventually hugged back, and Twilight felt tears running down her face, "I'm just glad to know you're okay" she said, Steele just stood there, his hooves wrapped around her shoulders, finally they let go, as they did Twilight rubbed her hoof across his metal wings, "still getting use to these?" she asked, Steele smiled at her, "it's been three years, it takes some getting used to, they are very helpful, but it's not the same as having real wings, there soft and light, these are hard and heavy, but they have saved my life on multiple occasions" he said with a smile, Twilight smiled back and looked at the clock, "I guess I should go, it's late, I'll need my sleep, goodnight" she said walking towards the door, Steele smiled, "goodnight" he said back as she closed the door.

Out in the hall again, she slowly made her way back to her room, opening the door and stepping inside she closed it behind her, and made her way to the balcony door, opening it and stepping out into the night, Twilight felt the cold breeze glide through her mane, it was cold but it also felt smoothing, she looked up at the stars, watching them twinkle, she took in a deep breath, letting the cold night air fill her lungs, looking down into the city, despite it being late, many lights still filled the city streets, Twilight was about to go inside, when a voice stopped her, "what troubles you Twilight Sparkle, you should be asleep" came a very firm feminine voice, along with the flapping of wings.

Twilight turned and saw Princess Luna land next to her and fold her wings down, she smiled at her and Twilight smiled back, "nothing, just had a little trouble sleeping, and decided to get some fresh air, it's beautiful out tonight" she said referring to Luna's night, Luna looked at her and smiled again, "well thank you, I just wish there were more like you, who appreciate my nights" she said, but noticed the uneasy look on Twilight's face.

"but there is something troubling you, you can tell me" she said placing a wing on Twilight, she sighed heavily, "it's about Steele, I'm…I'm not angry at him for hiding the truth from us, it's just that…" she said having trouble finding the right words to describe her feelings, Luna looked away for a minute, and then turned to her with a calm look on her face, "the decision to keep the truth from you, wasn't fully his, it pained him very much to keep the truth from you, all he wanted was to tell you the truth, but it was an attempt to keep you and your friends safe, and for a while it worked, but then we were given no choice, all Steele wanted was to keep you and your friends safe, he cares greatly for you, ever since he lost his family, I guess you could say he considers you and your friends the closes to family he has, it would devastate him, if anything happened to you, he's a great stallion, he knows when to trust his heart" she said in a comforting tone, Twilight knew she was right.

"I know, thank you Princess, I should get some sleep, good night Princess Luna" she said as she made her way back into her room, "good night Twilight Sparkle" she said as the door closed, she sighed and looked up at the sky, spreading her wings she took off into the air.

**A/N: well that's all for now my friends, hope you enjoyed, there will be more to come, soon enough, see you then, peace.**


End file.
